Pulse Health Platform Terms of Use

1. Acceptance of Terms

You accept these Terms by checking a box or clicking "Accept" during the signup process, or by signing a separate written agreement that incorporates these Terms. If you are accessing the Platform during our Beta phase, we may provide these Terms for manual signature.

2. License and Access Rights

We grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Platform for your internal business purposes, subject to these Terms. All rights not expressly granted are reserved by Realize-365.

3. Authorized Users & Accounts

You may authorize your employees or contractors to access the Platform as "Authorized Users." Each Authorized User must have unique login credentials, which must not be shared. You are responsible for all activities under your account. You must notify us immediately of any unauthorized use or security breach.

4. Acceptable Use

You agree not to:

• Violate any laws or third-party rights
• Upload or transmit malicious code
• Reverse engineer or copy the Platform
• Use the Platform to develop a competing service
• Upload, store, or transmit any Protected Health Information (PHI) unless you have lawful authority to do so, such as through patient authorization, legal representation, or compliance with applicable privacy laws (e.g., HIPAA)

You represent and warrant that any data you submit complies with all applicable laws.

5. Modifications and Availability

We may update, enhance, or modify the Platform at any time. While we strive to maintain 24/7 availability, we may experience downtime for maintenance or unforeseen issues. We do not guarantee uninterrupted service.

6. Beta Access and Fees

The Platform is currently offered in Beta and is free of charge up to a limit of 2,000 pages processed per account. Once this limit is reached, you will no longer be able to process additional pages unless and until you agree to a paid plan or a separate arrangement with us. You will not be charged automatically or without your explicit agreement.

We reserve the right to introduce paid subscriptions, usage-based pricing, and automatic renewals in the future. Any such pricing and billing terms will be governed by a separate subscription order form or written agreement between you and Realize-365.

7. Term and Termination

These Terms remain in effect until terminated. Either party may terminate at any time with notice. We may suspend or terminate access immediately if you breach these Terms. Upon termination, your access to the Platform will cease and your data may be deleted or returned, subject to HIPAA and Section 15 (Embedded BAA).

8. Intellectual Property

We retain all rights to the Platform, including software, AI models, and improvements. You retain rights to your uploaded content and PHI. You grant us a limited license to use your data to provide the service. We may use de-identified data for analytics and product improvements.

9. AI Output and Limitations

The Platform's AI-generated outputs are informational only. We do not guarantee their accuracy or suitability for medical, legal, or financial decisions. You agree not to rely solely on outputs without independent professional judgment.

10. Confidentiality

Both parties agree to protect each other's confidential information. This includes your data and our technical, business, or pricing information. Obligations survive termination.

11. Data Security

We implement appropriate administrative, technical, and physical safeguards to protect your data in accordance with HIPAA and industry standards.

12. Disclaimer of Warranties

The Platform is provided "as is" and "as available." We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, or non-infringement.

13. Limitation of Liability

Our liability is limited to the greater of $500 or the total fees paid by you in the three months preceding the claim. We are not liable for indirect, incidental, or consequential damages.

14. Indemnification

You agree to indemnify us against claims arising from your use of the Platform, breach of these Terms, or violation of laws, including HIPAA.

15. Embedded Business Associate Agreement (BAA)

Because we process PHI on your behalf, the following BAA terms are incorporated into these Terms:

• We will use or disclose PHI only as necessary to provide the Platform or as required by law.
• We may de-identify PHI in accordance with HIPAA and use such data for internal purposes.
• We implement safeguards per the HIPAA Security Rule.
• We will notify you of any breach of PHI within ten (10) business days.
• Subcontractors handling PHI will be bound by equivalent protections.
• Upon your request, we will provide access, amendment, or an accounting of disclosures of PHI.
• We will return or destroy PHI upon termination unless infeasible, in which case we will continue to protect it.
• We will comply with applicable provisions of the HITECH Act.
• This BAA remains in effect as long as we hold PHI on your behalf.

16. Export and Legal Compliance

You agree not to export the Platform in violation of U.S. export laws. You confirm you are not located in a restricted country or on a denied party list.

17. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware. Disputes will be resolved by binding arbitration under the AAA rules, with venue in Delaware. Class action waivers apply.

18. Entire Agreement

These Terms, including the Embedded BAA and any order forms or applicable data processing addenda, constitute the entire agreement. In case of conflict, BAA terms govern with respect to PHI.

19. International Use & GDPR

If you are located outside the United States, you understand and agree that your data may be transferred to and processed on servers located in the United States. You are responsible for ensuring that your use of the Platform complies with any applicable laws in your jurisdiction, including data protection laws.

While Realize-365 does not currently offer a GDPR-specific Data Processing Addendum (DPA), we are committed to implementing appropriate safeguards and may provide a DPA upon request or as required by future legal developments.

20. Contact information

If you have any questions about these Terms of Use, or if you need to contact us for support, feedback, or legal matters, you may reach us at support@realize-365.com.

This email address should also be used for any notices related to legal, compliance, or data privacy matters.